SEC Filings

8-K
PERNIX THERAPEUTICS HOLDINGS, INC. filed this Form 8-K on 02/27/2019
Entire Document
 

8.10            Loan Documents. The validity or enforceability of any Loan Document shall at any time for any reason (other than solely as the result of an action or failure to act on the part of Agent) be declared to be null and void, or a proceeding shall be commenced by a Loan Party or its Subsidiaries, or by any Governmental Authority having jurisdiction over a Loan Party or its Subsidiaries, seeking to establish the invalidity or unenforceability thereof, or a Loan Party or its Subsidiaries shall deny that such Loan Party or its Subsidiaries has any liability or obligation purported to be created under any Loan Document, or any Loan Party or any of its Subsidiaries shall challenge the enforceability of any material provision of any Loan Document in writing or shall assert in writing that any material provision of any such Loan Document has ceased to be or otherwise is not valid, binding and enforceable in accordance with its or their terms (other than by reason of the payment in full of the Obligations or any other termination of any Loan Document in accordance with the terms thereof); or the Liens on any material portion of the Collateral purported to be created under any of the Loan Documents shall cease to be, or shall be asserted in writing by any Loan Party or any of its Subsidiaries not to be, a valid and perfected Lien in such material portion of the Collateral, with the priority required pursuant to this Agreement;

 

8.11            Change in Control. A Change in Control shall occur;

 

8.12            Section 364 Financing. Without the consent of the Agent and the Required Lenders, the entry of any order by the Bankruptcy Court granting, or the filing by Borrower or any of its Subsidiaries of any motion or other request with the Bankruptcy Court (in each case, other than the DIP Orders and motions seeking entry thereof or permitted amendments or modifications thereto) seeking, authority to use any cash proceeds of any of the Collateral without the Agent’s consent or to obtain any financing under section 364 of the Bankruptcy Code other than the facility hereunder unless such motion or order contemplates payment in full in cash of the Obligations immediately upon consummation of the transactions contemplated thereby;

 

8.13            Other Superpriority Claims and Liens. If an order of the Bankruptcy Court shall be entered granting (i) any Superpriority Claim (other than the Carve Out) in any of the Cases that is pari passu with or senior to the claims of the Agent and the Lenders against Borrower or any Loan Party under the Loan Documents, (ii) any Lien or security interest on any of the Collateral that is pari passu with or senior to the Liens and security interests granted by any Loan Party securing the Obligations, (iii) any Superpriority Claim (other than the Carve Out and, if applicable, the DIP Superpriority Claims) in any of the Cases that is pari passu with or senior to the claims of the Prepetition Term Secured Parties against Pernix Ireland Pain under the Prepetition Term Financing Documents or otherwise pursuant to the DIP Orders or (iv) any Lien or security interest on any of the Prepetition Term Collateral that is pari passu with or senior to the Liens and security interests granted by Pernix Ireland Pain securing the Prepetition Term Obligations;

 

8.14            Dismissal or Conversion of Cases. If any of the Cases shall be dismissed or converted to a case under Chapter 7 of the Bankruptcy Code or any Loan Party or Subsidiary thereof shall file a motion or other pleading seeking the dismissal of any of the Cases under Section 1112 of the Bankruptcy Code or otherwise; a trustee under Chapter 7 or Chapter 11 of the Bankruptcy Code, receiver or an examiner with expanded powers beyond those set forth in Section 1106(a)(3) and (4) of the Bankruptcy Code shall be appointed in any of the Cases;

 

8.15            Automatic Stay. If the Bankruptcy Court shall enter an order or orders granting relief from the automatic stay applicable under Section 362 of the Bankruptcy Code to the holder or holders of any security interest to permit foreclosure (or the granting of a deed in lieu of foreclosure or the like) on any assets of Borrower or any of its Subsidiaries that either constitute Collateral or have a value in excess of $500,000 in the aggregate or permit other actions that would, in the aggregate, constitute a Material Adverse Effect on any Loan Party or Pernix Ireland Pain (or the estate of any Loan Party or Pernix

 

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